Clarification on Discrepancy

The company received a discrepancy remark from BSE for its corporate announcement filed on 14th July 2026. The exchange sought a reason for the delay in informing details of appointments of senior management personnel within 12 hours from the effective date of appointment.

The company responded that the delay was inadvertent and unintentional, caused by a bona fide interpretational oversight regarding the classification of the appointments as 'Senior Management Personnel (SMP)' under Regulation 16 of the SEBI LODR Regulations, 2015. Upon identifying the applicability, the company promptly submitted the disclosure. The company states there was no intention to withhold material information and regrets the delay. Appropriate internal compliance measures have been strengthened to prevent recurrence.

Original Corporate Announcement (14th July 2026)

The Board of Directors, in their meeting held on Tuesday, 14th July 2026 (commencing at 04:00 PM IST and concluding at 04:40 PM IST), approved the following items:

1. Approval of investment in Logiciel Solutions Inc., USA
  • Target Entity: Logiciel Solutions Inc., incorporated on 15 June 2026 under the laws of Delaware, USA.
  • Status: Newly incorporated entity; not commenced commercial operations. Turnover and size details are not applicable.
  • Related Party Transaction: Yes, it will become a wholly-owned subsidiary. Promoters/Promoter Group will have an indirect interest via their shareholding in Logiciel Solutions Limited.
  • Basis: The investment is on an arm's length basis.
  • Industry: Information Technology (IT) Services, including Software Development, IT Consulting, and IT Staffing Services.
  • Purpose: To strengthen the company's presence in the North American market, enhance customer engagement, facilitate business expansion, and support growth of IT Services and IT Staffing business. The subsidiary operates in the same line of business.
  • Approvals: No prior governmental approval required. Subject to compliances under FEMA 1999, Overseas Investment Rules/Regulations, and laws in India and the US.
  • Timeline: Incorporation is complete. Acquisition via share subscription is expected upon remittance of the subscription amount and share allotment, subject to statutory compliances.
  • Consideration: Cash consideration for share subscription.
  • Cost of Acquisition: USD 10,000 for subscribing to 10,00,000 shares with a par value of USD 0.01 per share.
  • Shareholding Acquired: 100% share capital (10,00,000 shares), making it a wholly-owned subsidiary.
2. Take note of appointment of Mr. Anshul Sharma, Vice President — Sales
  • Reason: Appointment noted by the Board.
  • Date of Appointment: 21st April 2026.
  • Term: Regular/Permanent appointment, subject to a 6-month probation period from the date of joining.
  • Profile: Mr. Anshul Sharma is an IT services sales professional with over 12 years of experience in business development across the North American market. He has held sales leadership roles at Damco, Kritikal Solutions, and Samin Technologies, managing a 15-member sales team and building enterprise client relationships in automotive, healthcare, and technology sectors. He has a track record of over USD 5 million in closed deals.
  • Relationships: Not related to any Director or Key Managerial Personnel of the Company.
3. Take note of appointment of Mr. Ram Prakash Varanasi, Practice Head — Healthcare
  • Reason: Appointment noted by the Board pursuant to the recommendation of the Nomination & Remuneration Committee.
  • Date of Appointment: 24th June 2026.
  • Term: Initial 3-month contractual engagement (24 June – 24 September 2026), with planned conversion to permanent employment upon successful completion.
  • Profile: Mr. Ram Prakash Varanasi is a healthcare technology professional with 15 years of domain experience in EMR/HIS product development, clinical workflow design, and healthcare solutioning. He has held senior roles at Napier Healthcare Solutions (8+ years), DXC Technology (Singapore), and Vision Infonet, with expertise in ONC-ATB certification, HL7, FHIR, HIPAA compliance, and AI-healthcare solutions including chest X-ray diagnostics and remote patient monitoring. His expertise covers US, Singapore, and Middle East markets.
  • Relationships: Not related to any Director or Key Managerial Personnel of the Company.
4. Take note of establishment of AI Research & Development Practice
  • Initiative: AI Research & Development Practice.
  • Nature: Strategic business initiative (voluntary disclosure).
  • Effective From: March 2026.
  • Team Lead: Mr. Kumar Gaurav, GenAI Engineer / AI Pod Lead (joined March 2026).
  • Team Composition: 4-member dedicated AI engineering team, ring-fenced from staff augmentation deployments.
  • Objective: Development of proprietary AI tools, AI-augmented delivery workflows, and exploration of AI product opportunities for the Company and its clients.
  • Investment: Funded under the Objects of the IPO earmarked for Research & Development.
  • Expected Impact: Enhanced delivery efficiency, new revenue streams through AI-enabled services, and strengthened competitive positioning in the IT services market.

Additional Information

Both the clarification and the original disclosure are to be uploaded on the company's website at https://logiciel.io/.

The correspondence is signed by Geetanjali Nerchehal, Company Secretary & Compliance Officer (Membership No. A63091), from Logiciel Solutions Limited (formerly known as Logiciel Solutions Private Limited).